ADITYA BIRLA NUVO LTD Vs. STATE

JUDGEMENT

(1.) LEAVE to produce the Chartered Accountant's Certificate dated 7.5.2007 at Annexure G.

(2.) PRESENT Judge's Summons has been taken out by the applicant Aditya Birla Nuvo Limited (transferee company) to dispense with the meetings of the equity shareholders, secured and unsecured creditors of the applicant company to consider and/or approve, with or without modification(s), the proposed scheme of amalgamation of Aditya Birla Insulators Limited with the applicant company.

(3.) SHRI Mihir Joshi, learned Senior Advocate appearing on behalf of the applicant company has submitted that the rights and interest of the equity shareholders, secured and unsecured creditors of the applicant company are not affected by the scheme of amalgamation as proposed and therefore, it is requested to dispense with their meetings. It is also further submitted that under the scheme, no compromise is offered to any of the creditors whether secured or unsecured and neither any liability of the creditors under the scheme is being reduced or extinguished. Relying upon the audited balance sheet as well as the certificate of the Chartered Accountant it is submitted that in case of transferor company, there is an excess of assets over liabilities to the tune of Rs.103.33 crores after adjustment of inter company balances. It is also further submitted that in the case of transferee company there is an excess of assets over liabilities to the tune of Rs.3110.45 crores after adjustment of inter company balances and that as per the audited balance sheet as at 31.3.2007, the aggregate excess of assets over liabilities of the transferor company and the transferee company is about Rs.3213.78 crores after adjustment of inter -company balances. Therefore, it is requested to dispense with the meetings of the equity shareholders, secured and unsecured creditors.